VANCOUVER, BRITISH COLUMBIA (NASDAQ: FMTI)(NASDAQ: FMTID) today
announced its financial results for the year ended December 31,
2007 versus the year ended December 31, 2006. All amounts are in
Canadian dollars unless otherwise noted.
Fiscal Year 2007 Highlights
- Reported total revenue of $9.4 million for year ended December
31, 2007 versus $7.2 million for year ended December 31, 2006, a
31% increase.
- Reported net loss of $0.30 per share from continuing
operations for the year ended December 31, 2007 compared to a net
loss of $0.48 per share from continuing operations for the year
ended December 31, 2006.
- Continued to expand the market penetration for Reducol(TM)
containing products with launches in Portugal, Finland, Taiwan and
The Netherlands.
- Furthered the development of early stage compounds focused on
asthma and diabetes.
"Despite declining financial market conditions towards the end
of 2007, the Company was able to show continued growth in its
ingredient business while maintaining progress on its development
programs for the FM TP 2000 and 3000 series," said Charles Butt,
President and CEO of Forbes Medi-Tech Inc. "The strong emphasis on
M&A activities, started in 2007 in both the Nutraceutical and
Pharmaceutical sides of the business, will continue through 2008,
with the hope of completing a transaction by year-end."
Capital Resources
In previous news releases and public filings the Company has
stated that its working capital was sufficient to finance
operations through the second quarter of 2008. After taking into
account planned expenditures, anticipated revenues, and assuming no
unanticipated costs or expenses, but without taking into account
the recently announced Non-Dilutive Financing, the Company now
considers that its capital resources will be sufficient to finance
operations into the beginning of the third quarter of 2008.
Assuming that the Non-Dilutive Financing closes as anticipated, and
after taking into account the same factors and assumptions, the
Company considers that its capital resources will be sufficient to
finance operations into the fourth quarter of 2008. The Company is
diligently working to obtain additional funding, as well as
enhancing its portfolio of products through potential strategic
partnerships and M&A activities.
Revenue Outlook
Forbes reached its 2007 revenue guidance by achieving $8.9
million of sales, consisting of Reducol(TM) and other
cholesterol-lowering ingredients plus value added product revenue.
Forbes is forecasting continued strong growth in Reducol(TM) and
other value added product sales for 2008 with anticipated sales of
$9.75 - $10.5 million. This revenue guidance is primarily based on
the contracted and forecasted tonnage of Reducol(TM), and other
value added products for sale into the functional food and dietary
supplement markets. We have consistently issued revenue guidance in
the past in an effort to provide our shareholders with an updated
revenue outlook in a timely manner. We caution readers that our
revenue guidance is not to be relied upon for any other purpose.
The 2008 revenue guidance includes assumptions that the contracted
and forecasted amounts will be ordered and shipped as
anticipated.
Nutraceutical Business
In 2007, Forbes has introduced and expanded the Reducol(TM)
product ingredient into various countries and additional retailers.
For example, rye bread containing Reducol(TM) was introduced into
Finland and in The Netherlands and Taiwan, milk drinks containing
Reducol(TM) were also launched. As a result of these new
initiatives, Reducol(TM) containing products can now be found in 12
major countries worldwide. While the Company continues to launch in
key international markets, the U.S. market remains a major focus
for Forbes. The Company continues to work with various U.S. food
manufacturers but the completion of the product development stage
and the timing of product launches is unclear at this point, The
Company will update its shareholders in the event of a product
launch.
Pharmaceutical Research
Forbes has entered the final stages of compound selection for
two of the most rapidly growing therapeutic indications, asthma and
type 2 diabetes. Compounds in development are chosen on the basis
of selectivity (the ability to home in on one receptor), potency
and pharmacokinetics (drug distribution in the body over time). The
FM-TP2000 Series targeting type 2 diabetes are based on the neural
signal, following a meal, which is known to increase insulin
secretion from pancreatic beta cells. The FM-TP3000 Series
targeting asthma are inhaled VPAC2 agonists. Other investigational
VPAC2 agonists have demonstrated immediate bronchodilatation with
the potential for anti-inflammatory effects. The compound differs
from long-acting Beta2 adrenoceptor agonists by working through a
different receptor and mechanism. We now expect confirmation of
both lead compounds in the first half of 2008. The Company's
strategy is to capitalize on the intrinsic value of selected FM-TP
Compounds through collaborative agreements and upfront milestone
payments at an early stage.
Financial Results
The December 31, 2007 consolidated financial statements include
the assets, liabilities and operating results of Forbes Medi-Tech
Inc., (now known as Forbes Medi-Tech Operations Inc.) and its
wholly-owned subsidiaries, Forbes Research & Manufacturing
Inc., Forbes Medi-Tech (Research) Inc. and Forbes Medi-Tech (USA)
Inc., and the 51% joint venture interest in Forbes-Fayrefield.
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Summary:
(millions of $ except per Year ended Year ended Year ended
share values and number December 31, December 31, December 31,
of shares) 2007 2006 2005
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Revenues $ 9.4 $ 7.2 $ 4.4
Expenses (20.8) (24.9) (20.9)
Impairment charge for goodwill,
intellectual property and
capital assets (0.8) - -
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Loss from continuing operations (12.2) $ (17.7) $ (16.5)
Income taxes recovery / (expense) 0.5 (0.1) -
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Net loss from continuing operations $ (11.7) $ (17.8) $ (16.5)
Income from discontinued operations,
net of current tax expense - - 3.7
Gain from disposal of discontinued
operations, net of taxes - 7.0 -
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Net loss for the period $ (11.7) $ (10.8) $ (12.8)
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Weighted average number
of shares 38,407,388 37,400,378 34,057,703
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Loss per share from continuing
operations
Basic and diluted $ (0.30) $ (0.48) $ (0.48)
Income per share from discontinued
operations
Basic and diluted - $ 0.00 $ 0.10
Gain per share from disposal of
discontinued operations
Basic and diluted - $ 0.19 -
Net loss per share
Basic and diluted $ (0.30) $ (0.29) $ (0.38)
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Total revenues, including interest income, for the fiscal year
ended December 31, 2007 were $9.36 million compared with $7.24
million for the fiscal year ended December 31, 2006, an increase of
29%. This increase was due to increases in our sales of Reducol(TM)
and Phyto-S Sterols and increases in sales by Forbes-Fayrefield of
finished products, such as margarine spread, spoonable yogurt, and
yogurt drinks.
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Year ended Year ended Year ended
Summary Revenue: December 31, December 31, December 31,
(millions of $) 2007 2006 2005
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Sales-phytosterol products $ 7.7 $ 5.3 $ 3.8
Sales-finished goods 1.1 0.7 -
Licensing 0.1 0.1 0.2
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Phytosterol revenues 8.9 6.1 4.0
Interest and other 0.5 1.1 0.4
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Total revenues $ 9.4 $ 7.2 $ 4.4
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Year ended Year ended Year ended
Summary operating expenses: December 31, December 31, December 31,
(millions of $) 2007 2006 2005
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Cost of sales $ 9.2 $ 5.9 $ 2.5
General and administrative 5.0 5.2 5.4
Research and development 3.5 9.6 11.0
Marketing, sales & product
development 1.6 2.8 1.6
Foreign exchange losses 1.3 1.3 0.2
Depreciation/amortization 0.2 0.1 0.2
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Total operating expenses $ 20.8 $ 24.9 $ 20.9
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Cost of sales ("Cost of Sales") Cost of Sales for the year ended
December 31, 2007 totaled $9.16 million on phytosterol revenues of
$8.85 million, or (104%) of phytosterol revenues, for the year
ended December 31, 2006 - $5.86 million on phytosterol revenues of
$5.96 million or 98% of phytosterol revenues. In the year ended
December 31, 2007, the Company recognized $0.45 million (December
31, 2006 - $0.35 million, December 31, 2005-$nil) of inventory
valuation allowances on excess inventories and $0.39 million
(December 31, 2006 - $nil, December 31, 2005-$nil) relating to
allowances for losses on future year purchase commitments, which
are included in Cost of Sales. Prior to the impact of these
allowances, in the year ended December 31, 2007, Cost of Sales as a
percentage of phytosterol revenues was 94% compared to 92% for the
year ended December 31, 2006. We have not been able to increase our
margins through increases in our sales prices due to continued
market price pressures. High cost product, inventory valuation
adjustments (as further described below), the sale of excess
inventories at reduced prices to align our inventory balances with
forecasted demand, and lower margins being realized on the sales of
finished goods sold through Forbes-Fayrefield have all contributed
to a slight increase in Cost of Sales as a percentage of
phytosterol revenues. We are diligently working on alternative ways
to decrease our Cost of Sales and improve our margins.
Research and development expenses ("R&D") Our research and
development ("R&D") expenses for the year ended December 31,
2007, totaled $3.47 million compared with $9.63 million for the
year ended December 31, 2006 and $10.99 million for the year ended
December 31, 2005. In 2005 and 2006, the majority of the R&D
expenditures were on the FM-VP4 trials, which were not continued in
2007. In 2007, $1.64 million was expended on the FM TP Series of
Compounds. R&D expenses are expected to increase as work
progresses on the FM-TP Series of Compounds.
Marketing, sales & product development totaled $1.61 million
for 2007 compared with $2.76 million incurred in 2006 and $1.67
million in 2005. The decrease in 2007 from 2006 is attributable to
a reduction in staffing levels and reduced expenditures in the
areas of material handling and advertising, as a result of fewer
product launches.
General and administrative expenditures for fiscal year 2007
totaled $5.07 million, compared with $5.20 million in fiscal year
2006 and with $5.44 million in fiscal year 2005.
Liquidity & Capital Resources
Cash, cash equivalents and working capital as at December 31,
2006 our cash and cash equivalents totaled $5.23 million, compared
with $15.29 million as at December 31, 2006. We had working capital
of $9.67 million at December 31, 2007 (December 31, 2006 - working
capital $19.44 million). The decrease in cash and working capital
in the year was mainly attributable to funding the loss from
continuing operations.
Cash used in continuing operating activities Cash used in
continuing operating activities was $10.10 million in fiscal 2007,
compared to $17.85 million in fiscal 2006 and $17.38 million in
fiscal 2005.
Investing activities Cash used in investing activities in the
year ended December 31, 2007 was $0.04 million relating to the
acquisition of capital assets. Investing activities in the year
ended December 31, 2006 realized $28.46 million relating to the
proceeds of $28.94 million on disposal of our interest in
Phyto-Source, less $0.44 million invested in intangible assets
arising on the acquisition of TheraPei Pharmaceuticals Inc. and
$0.17 million in capital assets.
Financing activities In fiscal 2007, financing activities
provided $0.01 million of cash, from the exercise of options,
compared with $0.59 million in 2006 and $5.12 million in 2005. In
2006, funds generated from financing activities resulted from the
exercise of options and warrants.
SUBSEQUENT EVENTS
Non-Dilutive Financing
As announced on March 20, 2008, as part of the Company's
continuing reorganization plan, Forbes entered into an agreement
with a private investor that will see the Company realize up to
$3.8 million in non-dilutive capital. The transaction is expected
to close on or before April 30, 2008, at which time the initial
tranche of $3 million is expected. Additionally, subject to certain
conditions, the private investor has agreed that Forbes will
receive a minimum of $800,000 within one year of completion of the
transaction. Completion of the transaction is subject to the
satisfaction of a number of conditions.
The transaction will not result in any change to share
ownership, the Company's listing on the NASDAQ or TSX, the
composition of the Board of Directors, management or in any of the
Company's relationships and commitments to shareholders, employees,
government and industry partners, customers, and suppliers. From an
operational perspective, there will be no changes, the Company
retains all rights to its intellectual property and will continue
to develop and market a portfolio of products for the benefit of
all consumers, including the further commercialization of Reducol
(TM), and to continue its pharmaceutical programs under its current
business plan.
Plan of Arrangement
On February 14, 2008 at a Special General Meeting, the
securityholders, being the shareholders, optionholders and
warrantholders, approved three resolutions in respect of our
corporate reorganization. The resolutions passed at the Special
General Meeting included a 'Reduction in Stated Capital', a 'Name
Change' and the 'Plan of Arrangement' (the "Arrangement"). The
Arrangement was designed to allow us to accommodate and capitalize
on certain financing opportunities that may arise in the future,
such as the proposed Non-Dilutive Financing and to achieve Nasdaq's
Minimum Bid Price Requirement.
On February 27, 2008, the closing of the Arrangement, the
shareholders of Forbes Medi-Tech Inc., ("Old Forbes") exchanged
eight of their existing common shares for one common share of
0813361 B.C. Ltd. ("New Forbes"), a company incorporated under the
British Columbia Business Corporations Act; holders of options and
warrants of Old Forbes became entitled to receive, on exercise of
the options or warrants, one common share of New Forbes for each
eight common shares of Old Forbes. The exercise price for each
common share of New Forbes became eight times the exercise price
for one existing common share of New Forbes. As a result of the
exchange of shares referred to above, Old Forbes became a wholly
owned subsidiary of New Forbes; shareholders, optionholders and
warrantholders became shareholders, optionholders and
warrantholders of New Forbes; Old Forbes changed its name from
"Forbes Medi-Tech Inc." to "Forbes Medi-Tech Operations Inc." and
New Forbes changed its name from "0813361 B.C. Ltd." to "Forbes
Medi-Tech Inc.". The shares of New Forbes began to trade on the TSX
and NASDAQ in substitution for the shares of Old Forbes on Monday,
March 3, 2008.
The Arrangement affects all shareholders, optionholders and
warrantholders uniformly and does not affect any securityholders'
percentage ownership interests or proportionate voting power in the
Company or the percentage of the number of common shares of 0813361
B.C. Ltd. that can be acquired upon the exercise of an option or a
warrant. After giving effect to the reorganization, there are
approximately 4,801,512 issued and outstanding common shares of
Forbes Medi-Tech Inc., warrants to purchase 259,083 common shares
of Forbes Medi-Tech Inc. at a price of U.S. $16.48 per share and
options to purchase a total of 363,296 common shares of Forbes
Medi-Tech Inc. at prices between $4.24 and $8.00 per share.
Nasdaq Listing
On January 22, 2008 the Company received a Nasdaq Staff
Determination, (the "Staff Determination") indicating that it
failed to comply with the U.S. $1.00 Minimum Bid Price Requirement
for continued listing set forth in Marketplace Rule 4310(c)(4), and
that its securities were, therefore, subject to delisting from The
Nasdaq Capital Market. The Company requested a hearing before a
Nasdaq Listing Qualifications Panel to review the Staff
Determination, which has now been held. Based on the Panel's
approval to grant the Company's request for a conditional listing,
or an "exception", the Company has until May 27, 2008 to regain
compliance with Nasdaq's Minimum Bid Price Requirement. In the
event that the Company determines that it may be advisable to seek
approval for alternative measures to comply with the Minimum Bid
Price Requirement, the Company will notify its shareholders in its
information circular for its Annual General Meeting, expected to be
issued in the latter half of April, 2008. In such event, the
Company may be able to extend the time within which it have to
demonstrate compliance to June 12, 2008.
Compliance with the Minimum Bid Price Requirement is normally
demonstrated if the closing bid price for the Company's common
shares on Nasdaq is not less than U.S. $1.00 for ten consecutive
trading days. Depending upon the particular facts and
circumstances, the Panel may, in its discretion, require that the
Company evidence a bid price of at least $1.00 per share for a
period in excess of ten consecutive trading days before determining
that the Company has complied with the terms of the exception and
demonstrated the ability to maintain long-term compliance with the
Minimum Bid Price Requirement. Failure to demonstrate compliance
with the Minimum Bid Price Requirement within the appropriate time
allowed will result in the Company's shares being de-listed from
Nasdaq.
Fiscal Year Ended December 31, 2007 Report
This news release includes by reference the Company's audited
financial statements for the fiscal year ended December 31, 2007,
and full Management Discussion & Analysis (MD&A). The
MD&A and financial statements are being filed with applicable
Canadian and U.S. regulatory authorities.
These financial statements were prepared in accordance with
Canadian generally accepted accounting principles, and were audited
by the Company's auditors, KPMG LLP, in accordance with Canadian
generally accepted auditing standards and the standards of the
Public Company Accounting Oversight Board (United States). Canadian
generally accepted accounting principles vary in certain
significant respects from accounting principles generally accepted
in the United States of America. Information relating to the nature
and effect of such differences is presented in Note 20 to the
consolidated financial statements.
The audit report of the independent registered public accounting
firm incorporated in the Company's annual report to be filed on
Form 20-F with the Securities and Exchange Commission (United
States) contains a going concern qualification. The Company is
making this announcement pursuant to the requirement contained in
NASDAQ'S Marketplace Rule 4350(b)(1)(B) to disclose its receipt of
an audit opinion that contains such a going concern
qualification.
About Forbes Medi-Tech Inc.
Forbes Medi-Tech Inc. is a life sciences company dedicated to
the research, development and commercialization of innovative
products for the prevention and treatment of life-threatening
disease. Our strategy and vision is to develop and market a
portfolio of products for the benefit of all consumers, from the
healthy person desiring consumer lifestyle products that can help
reduce the risk of future disease, to medical patients needing
therapeutic prescription products for the treatment of an
established ailment. Additional information on Forbes Medi-Tech can
be found at www.forbesmedi.com.
This News Release contains forward-looking statements and
information regarding Forbes' continuing reorganization plan and
non-dilutive financing, and Forbes' strategy and vision, which
statements can be identified by the use of forward-looking
terminology such as "will", "expected", "expects", "possible",
"strategy" and "vision". The Company's actual results could differ
materially from those anticipated in these forward-looking
statements and information as a result of numerous factors,
including uncertainty whether the continued reorganization plan and
financing will be undertaken or completed as planned or at all ;the
satisfactions of the conditions contained in the agreement with the
Investor including those that are to be satisfied in the discretion
of the Investor, the need for performance by the Investor, which is
not assured; the possibility that the reorganization will result in
different outcomes than those currently anticipated; uncertainty
whether the Company will receive all of the anticipated proceeds of
the financing, including the $800,000 within a year; the Company's
need for further funding, which is not assured; changes in business
strategy or development plans; uncertainty whether the Company will
realize its strategies and vision; and other risks and
uncertainties, as contained in news releases and filings with
Securities Regulatory Authorities in Canada and the U.S. at
www.sedar.com and at www.sec.gov, any of which could cause actual
results to vary materially from current results or the Company's
anticipated future results. Forward-looking statements and
information are based on the assumptions, beliefs, opinions and
expectations of the Company's management at the time they are made,
and, except as required under applicable law, the Company does not
assume any obligation to update any statement should those
assumptions, beliefs, opinions or expectations, or other
circumstances change.
FORBES MEDI-TECH INC.
Consolidated Balance Sheets
(Expressed in thousands of Canadian dollars)
December 31, 2007 and 2006
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2007 2006
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Assets
Current assets:
Cash and cash equivalents $ 5,234 $ 15,287
Accounts receivable 1,277 1,546
Inventories 5,317 6,093
Prepaid expenses and deposits 224 598
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12,052 23,524
Capital Assets 387 552
Intangible and other assets 512 944
Goodwill - 367
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$ 12,951 $ 25,387
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Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued liabilities $ 2,294 $ 3,486
Income tax liability 31 539
Deferred revenues - 58
Current portion tenure allowance payable 54 -
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2,379 4,083
Long-term liabilities:
Tenure allowance 940 954
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3,319 5,037
Shareholders' equity:
Share capital 101,027 100,994
Contributed surplus 9,875 8,943
Deficit (101,270) (89,587)
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9,632 20,350
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$ 12,951 $ 25,387
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FORBES MEDI-TECH INC.
Consolidated Statements of Operations, Comprehensive Loss and Deficit
(Expressed in thousands of Canadian dollars, except share and per share
amounts)
Years ended December 31, 2007, 2006 and 2005
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2007 2006 2005
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Revenue:
Sales $ 8,847 $ 5,964 $ 3,867
Licensing 57 152 153
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Phytosterol revenues 8,904 6,116 4,020
Interest and other 457 1,126 461
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9,361 7,242 4,481
Expenses:
Cost of sales 9,155 5,857 2,507
General and administrative 5,066 5,202 5,443
Research and development 3,469 9,634 10,994
Marketing, sales and product
development 1,606 2,762 1,665
Foreign exchange loss 1,267 1,311 174
Depreciation and amortization 213 149 162
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20,776 24,915 20,945
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Impairment charge for goodwill,
intellectual property and
capital assets 759 - -
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Loss from continuing operations
for the year before taxes (12,174) (17,673) (16,464)
Current income tax recovery/(expense) 491 (158) -
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Net loss from continuing operations
for the year (11,683) (17,831) (16,464)
Discontinued Operations
Income from discontinued operations,
net of income tax provision - 29 3,658
Gain from disposal of discontinued
operations, net of current income
tax provision of $7,243 and future
tax reduction of $(845) - 6,958 -
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Net loss and comprehensive loss for
the year (11,683) (10,844) (12,806)
Deficit, beginning of year (89,587) (78,743) (65,937)
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Deficit, end of year $ (101,270) $ (89,587) $ (78,743)
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Weighted average number of common
shares outstanding ('000) 38,407 37,400 34,058
Basic and diluted loss per share
from continuing operations $ (0.30) $ (0.48) $ (0.48)
Basic and diluted income per share
from discontinued operations - $ 0.00 $ 0.10
Basic and diluted gain per share
from disposal of discontinued
operations - $ 0.19 -
Basic and diluted loss per share $ (0.30) $ (0.29) $ (0.38)
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FORBES MEDI-TECH INC.
Consolidated Statements of Cash Flows
(Expressed in thousands of Canadian dollars)
Years ended December 31, 2007, 2006 and 2005
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2007 2006 2005
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Cash provided by (used in):
Operations:
Net loss for the year $ (11,683) $ (10,844) $ (12,806)
Adjustment for:
Depreciation and amortization 213 149 162
Amortization of deferred
license revenues (57) (115) (151)
Impairment charge for goodwill,
intellectual property and
capital assets 759 - -
Stock-based compensation 958 1,819 1,776
Amortization of capitalized
financing fees - 26 17
Accretion of interest - 117 74
Loss (gain) on disposal of
fixed assets - 1 (9)
Income from discontinued
operations, net of taxes - (29) (3,658)
Gain on disposal of
discontinued operations,
net of taxes - (6,958) -
Foreign exchange translation - - (5)
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(9,810) (15,834) (14,600)
Net change in non-cash
operating items (291) (2,012) (2,776)
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Net cash used in continuing
operations (10,101) (17,846) (17,376)
Net cash (used in) provided by
discontinued operations - (5,214) 7,180
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(10,101) (23,060) (10,196)
Investments:
Acquisition of property, plant
and equipment (99) (174) (315)
Proceeds from long-term note
receivable 140 131 302
Proceeds on disposal of
Phyto-Source manufacturing
joint venture - 28,935 -
Acquisition of intangible/other
assets - (436) -
Acquisition of license - - (11)
Proceeds on disposal of fixed
assets - - 186
Short-term investments - - 6,018
Net cash invested by
discontinued operations - - (332)
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41 28,456 5,848
Financing:
Issuance of common shares 7 923 301
Issuance of preferred shares,
net of share issue costs - - 6,221
Repayment of notes payable - - (66)
Decrease in long-term liabilities
from discontinued operations - (330) (1,339)
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7 593 5,117
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Increase/(decrease) in cash
and cash equivalents (10,053) 5,989 769
Cash and cash equivalents,
beginning of year 15,287 9,298 8,529
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Cash and cash equivalents,
end of year $ 5,234 $ 15,287 $ 9,298
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NASDAQ and the Toronto Stock Exchange have not reviewed and do
not accept responsibility for the adequacy or accuracy of the
content of this News Release.
Contacts: Forbes Medi-Tech Inc. Investor Relations (604)
681-8976 Email: ir@forbesmedi.com Forbes Medi-Tech Inc. David Goold
Chief Financial Officer (604) 689-5899 Email: dgoold@forbesmedi.com
Website: www.forbesmedi.com
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